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EXHIBIT 99.2
NETIVERSE, INC.
NOTICE OF GRANT OF STOCK OPTION
Notice is hereby given of the following option grant (the "Option") to
purchase shares of the Common Stock of Netiverse, Inc., a Delaware corporation
("Corporation"):
Optionee: NINewHire
Grant Date: NIGrantDate
Vesting Commencement Date: NIVestingDate
Exercise Price: $ NIPrice per share
Number of Option Shares: NIShares,000 shares of Common Stock
Expiration Date: Pursuant to Section 2 of the Option Agreement
Type of Option: [X] Incentive Stock Option
[ ] Non-Statutory Stock Option
Date Exercisable: Immediately Exercisable
Vesting Schedule: The Option Shares shall initially be unvested
and subject to repurchase by the Corporation at the Exercise
Price paid per share. Optionee shall acquire a vested interest
in, and the Corporation's repurchase right shall accordingly
lapse with respect to, (i) twenty-five percent (25%) of the
Option Shares upon Optionee's completion of one (1) year of
Service measured from the Vesting Commencement Date and (ii) the
balance of the Option Shares in a series of thirty-six (36)
successive equal monthly installments upon Optionee's completion
of each additional month of Service over the thirty-six
(36)-month period measured from the first anniversary of the
Vesting Commencement Date. In no event shall any additional
Option Shares vest after Optionee's cessation of Service.
Optionee understands and agrees that the Option is granted subject to and
in accordance with the terms of the Netiverse, Inc. 1999 Stock Option/Stock
Issuance Plan (the "Plan"). Optionee further agrees to be bound by the terms of
the Plan and the terms of the Option as set forth in the Stock Option Agreement
attached hereto as Exhibit A.
Optionee understands that any Option Shares purchased under the Option
will be subject to the terms set forth in the Stock Purchase Agreement attached
hereto as Exhibit B. Optionee hereby acknowledges receipt of a copy of the Plan
in the form attached hereto as Exhibit C.
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REPURCHASE RIGHTS. OPTIONEE HEREBY AGREES THAT ALL OPTION SHARES ACQUIRED
UPON THE EXERCISE OF THE OPTION SHALL BE SUBJECT TO CERTAIN REPURCHASE RIGHTS
AND RIGHTS OF FIRST REFUSAL EXERCISABLE BY THE CORPORATION AND ITS ASSIGNS. THE
TERMS OF SUCH RIGHTS ARE SPECIFIED IN THE ATTACHED STOCK PURCHASE AGREEMENT.
At Will Employment. Nothing in this Notice or in the attached Stock Option
Agreement or Plan shall confer upon Optionee any right to continue in Service
for any period of specific duration or interfere with or otherwise restrict in
any way the rights of the Corporation (or any Parent or Subsidiary employing or
retaining Optionee) or of Optionee, which rights are hereby expressly reserved
by each, to terminate Optionee's Service at any time for any reason, with or
without cause.
Definitions. All capitalized terms in this Notice shall have the meaning
assigned to them in this Notice or in the attached Stock Option Agreement.
DATED: NIVESTINGDATE
NETIVERSE, INC.,
A DELAWARE CORPORATION
By:
Title:
OPTIONEE
NINewHire
Address: NIAddress1
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NIAddress2
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ATTACHMENTS:
EXHIBIT A - STOCK OPTION AGREEMENT
EXHIBIT B - STOCK PURCHASE AGREEMENT
EXHIBIT C - 1999 STOCK OPTION/STOCK ISSUANCE PLAN
2
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EXHIBIT A
STOCK OPTION AGREEMENT
A-1
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EXHIBIT B
STOCK PURCHASE AGREEMENT
A-2
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EXHIBIT C
1999 STOCK OPTION/STOCK ISSUANCE PLAN
A-3
